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ISS has issued its final voting policies for the upcoming 2021 proxy season. We highlight in this memorandum the principal changes in voting policies for U.S. issuers.

Recently in In re Cyan, Inc. Stockholders Litigation, the Delaware Court of Chancery dismissed a fiduciary duty claim and a request for a quasi-appraisal remedy in connection...

The Staff of the Division of Corporation Finance recently issued CF Disclosure Guidance: Topic 11 – Special Purpose Acquisition Companies (available here). This guidance highlights disclosure

The SEC has proposed amendments that would permit, for a temporary five-year trial period, companies to offer equity compensation to "platform workers" (gig economy workers who provide services by means of an internet ...

The SEC has adopted amendments to the financial disclosure requirements of Regulation S-K, including the requirements governing the presentation of Management's Discussion and Analysis.

What is it that we are celebrating? Not a great battle or victory; not the life of a heroic figure; not a divine intervention in human affairs.

On Tuesday January 19, 2021, New York Governor Andrew Cuomo proposed New York-specific legislation aimed at minimizing the legal uncertainty and potential adverse economic impact...

On December 11, 2020, Congress passed the National Defense Authorization Act for Fiscal Year 2021, H.R. 6395 (the "NDAA"). The $740.5 billion bill includes language amending the Securities Exchange Act of 1934.

The proposals being advanced for Supreme Court reform are ineffectual, unconstitutional or just plain terrible.

Alan Levine has been recognized as a Litigator of the Week by The American Lawyer's Litigation Daily. Alongside co-counsel from Kaplan Hecker & Fink and Paul, Weiss, Rifkind, Wharton & Garrison, ...

The SEC named Alex Oh as Director of the Division of Enforcement.

AutoInfo was a "100% agent-based" transportation services company that operated with no assets. The board consisted of two inside and three outside directors.

On October 26, 2017, the UK Financial Conduct Authority (the "FCA") published a policy statement (the "Policy Statement")[1] that introduces a number of changes to the UK Listing Rules ("LRs") and related guidance.

In AB Stable VIII LLC v. MAPS Hotels and Resorts One LLC, et al., the Delaware Court of Chancery held that the COVID-19 pandemic did not result in a Material Adverse Effect on the target because pandemics fall within the plain meaning of ...

On June 30, 2017, the final text of a new EU regulation entitled "Regulation on the prospectus to be published when securities are being offered to public or admitted to trading on a regulated market"...

In denying the motion, the Court made reference to a litany of cases applying the standard for disqualification of arbitrators either ex post or ex ante a decision being made.